Sec Form 4 Filing - CONTRAN CORP @ NL INDUSTRIES INC - 2022-06-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CONTRAN CORP
2. Issuer Name and Ticker or Trading Symbol
NL INDUSTRIES INC [ NL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
5430 LBJ FRWY, SUITE 1700
3. Date of Earliest Transaction (MM/DD/YY)
06/01/2022
(Street)
DALLAS, TX75240-2620
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock $0.125 par value per share 06/01/2022 S( 1 ) 2,000 D $ 8.23 0 I By Kronos( 1 )
Common Stock $0.125 par value per share 40,387,531 I By Valhi( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CONTRAN CORP
5430 LBJ FRWY
SUITE 1700
DALLAS, TX75240-2620
X
Simmons Lisa K
5430 LBJ FREEWAY
SUITE 1700
DALLAS, TX75240-2620
X
KRONOS WORLDWIDE INC
5430 LBJ FREEWAY
SUITE 1700
DALLAS, TX75240-2620
X
Harold C. Simmons Family Trust No. 2
5430 LBJ FREEWAY
SUITE 1700
DALLAS, TX75240-2620
X
Signatures
Andrew B. Nace, Executive Vice President of Contran Corporation 06/01/2022
Signature of Reporting Person Date
Andrew B. Nace, Executive Vice President of Kronos Worldwide, Inc. 06/01/2022
Signature of Reporting Person Date
Andrew B. Nace, Attorney-in-fact for Lisa K. Simmons 06/01/2022
Signature of Reporting Person Date
Ashley Tarleton, AVP & Trust Officer of Tolleson Private Bank, not in its individual capacity but solely as trustee of the Harold C. Simmons Family Trust No. 2 06/01/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 1, 2022, the issuer, NL Industries, Inc. ("NL"), purchased 2,000 shares of its common stock, par value $0.125 per share, from Kronos Worldwide, Inc. ("Kronos") in a private transaction that was approved in advance by the independent directors of NL and Kronos. See Exhibit 99.1 to this statement for a description of the relationship of additional persons who may be deemed to have beneficially owned these shares.
( 2 )Directly held by Valhi, Inc. ("Valhi"). See Exhibit 99.1 to this statement for a description of the relationship of additional persons who may be deemed to beneficially own these shares.

Remarks:
Exhibit Index99.1 Additional Information

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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